General information about company

Scrip code539334
NSE SymbolSHREEPUSHK
MSEI SymbolNot applicable
ISININE712K01011
Name of the entityShree Pushkar Chemicals & Fertilisers Ltd
Date of start of financial year01-04-2021
Date of end of financial year31-03-2022
Reporting QuarterHalf Yearly
Date of Report30-09-2021
Risk management committeeApplicable
Market Capitalisation as per immediate previous Financial YearTop 1000 listed entities



Annexure I

Annexure I to be submitted by listed entity on quarterly basis

I. Composition of Board of Directors

Disclosure of notes on composition of board of directors explanatoryTextual Information(1)
Whether the listed entity has a Regular ChairpersonYes
Whether Chairperson is related to MD or CEOYes
SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directors Date of BirthWhether special resolution passed? [Refer Reg. 17(1A) of Listing Regulations]Date of passing special resolutionInitial Date of appointmentDate of Re-appointmentDate of cessationTenure of director (in months)No of Directorship in listed entities including this listed entity (Refer Regulation 17A of Listing Regulations)No of Independent Directorship in listed entities including this listed entity (Refer Regulation 17A(1) of Listing RegulationsNumber of memberships in Audit/ Stakeholder Committee(s) including this listed entity (Refer Regulation 26(1) of Listing Regulations)No of post of Chairperson in Audit/ Stakeholder Committee held in listed entities including this listed entity (Refer Regulation 26(1) of Listing Regulations)Notes for not providing PANNotes for not providing DIN
1MrPunit MakhariaAACPM4481B01430764Executive DirectorChairpersonMD28-04-1970NA29-03-199301-04-20211010
2MrGautam MakhariaAACPM4482C01354843Executive DirectorNot ApplicableMD06-09-1973NA29-03-199301-04-20211000
3MrRamakant NayakAAAPN1764A00129854Non-Executive - Non Independent DirectorNot Applicable03-07-1945Yes24-09-202104-12-201024-09-20212212
4MrDinesh ModiAAFPM3811L00004556Non-Executive - Non Independent DirectorNot Applicable23-09-1950NA20-06-201228-07-202109-08-20212230



I. Composition of Board of Directors

Disclosure of notes on composition of board of directors explanatory

Whether the listed entity has a Regular Chairperson

SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directors Date of BirthWhether special resolution passed? [Refer Reg. 17(1A) of Listing Regulations]Date of passing special resolutionInitial Date of appointmentDate of Re-appointmentDate of cessationTenure of director (in months)No of Directorship in listed entities including this listed entity (Refer Regulation 17A of Listing Regulations)No of Independent Directorship in listed entities including this listed entity (Refer Regulation 17A(1) of Listing RegulationsNumber of memberships in Audit/ Stakeholder Committee(s) including this listed entity (Refer Regulation 26(1) of Listing Regulations)No of post of Chairperson in Audit/ Stakeholder Committee held in listed entities including this listed entity (Refer Regulation 26(1) of Listing Regulations)Notes for not providing PANNotes for not providing DIN
5MrSatpal Kumar AroraAAOPA5916B00061420Non-Executive - Independent DirectorNot Applicable01-02-1970NA05-11-201805-11-2018353311
6MrIshtiaq AliAAUPA3046L02965131Non-Executive - Independent DirectorNot Applicable30-05-1953NA12-08-202112-08-202112220
7MrsBarkharani Lalchand ChoudharyAVKPC3278P08531880Non-Executive - Independent DirectorNot Applicable06-07-1994NA10-11-202010-11-2020104410



Text Block

Textual Information(1)

The members of the Company at its 23rd Annual General Meeting held on 10th August, 2016 approved appointment of Mr. Ramakant Nayak and Mr. Dinesh Modi as Independent Directors of the Company to hold office up to 27th July, 2021 (term of 5 years).

 

Further, the members of the Company at its 26th AGM held on 23rd September, 2019 approved continuation of Mr. Ramakant Nayak as an Independent Director for  attaining the age of 75 years for the remaining period of his existing term of Directorship as Independent Directors of the Company i.e upto 27th July, 2021. Mr. Ramakant Nayak turned 75 years of age from 03rd July, 2020.

Furthermore, the member of the Company at its EGM held on 5th July, 2021  approved appointment of Mr. Ramakant Nayak and Mr. Dinesh Modi as a Non-Executive Non Independent Director w.e.f 28th July, 2021 by passing of Special Resolution. Therefore, the Category of Mr. Ramankant Nayak and Mr. Dinesh Modi has changed from Independent Director to Non Executive Non Independent Director28th July, 2021.  

The explanatory statement in the corrigendum to the EGM dated 30th June, 2021 contains the information pertaining to Regulation 17(1A) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 recommending the shareholders to appoint Mr. Ramakant Nayak as Non-Independent Non Executive Director of the Company, has attained the age of 75 years by way of special resolution.

To add to it, the Members of the Company at the 28th Annual General Meeting of the Company held on 24th September, 2021 again passed a resolution for Continuation of Appointment of Mr. Ramakant Nayak, Non-Executive Executive Director in terms of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 who has attained more than 75 years of age by the way of Special Resolution.

Mr. Dinesh Modi resigned w.e..f 9th August,  2021.





Audit Committee Details

Whether the Audit Committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
100061420Satpal Kumar AroraNon-Executive - Independent DirectorChairperson12-08-2021
208531880Barkharani Lalchand ChoudharyNon-Executive - Independent DirectorMember12-08-2021
301430764Punit MakhariaExecutive DirectorMember29-03-1993
400129854Ramakant NayakNon-Executive - Non Independent DirectorChairperson28-07-201612-08-2021Textual Information(1)
500004556Dinesh ModiNon-Executive - Non Independent DirectorMember28-07-201609-08-2021

Sr Text Block

Textual Information(1)
Mr. Ramakant Nayak was the Chairman of the Audit Committee at the begining of the Quarter and the catergory of  his directorship was Independent Director. Pursuant to resolution passed by the members EGM held on 5th July, 2021, the category of Directorship of Mr.Ramakant Nayak has been change from Independent Director to Non-Independent Non-Executive Director w.e.f 28th July, 2021. The Board of Director at its meeting held on 12th August, 2021 reconstituted the Audit Committee  by inducting Mr. Satpal Kumar Arora, Independent Director, as the Chairman of the Audit Committee. 
 
Since, Mr. Ramakant Nayak was Non-Executive Non-Independent Director at the end of the Quarter, his category of director in Annexure I in composition of Board is mentioned as Non-Exceutive Non-Indepedent Director. Therefor after entering details of Mr. Ramakant Nayak in Annexure I of Composition Committee, this excel macro is capturing his category of the Director as Non-Exceutive Non-Indepedent Director.
 
To conclude, the date of appointment is mentioned as 28/07/2016 when Mr. Ramakant Nayak was  Independent Director and the the category of Directorship of Mr.Ramakant Nayak has been change from Independent Director to Non-Independent Non-Executive Director w.e.f 28th July, 2021.


Nomination and remuneration committee

Whether the Nomination and remuneration committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
100061420Satpal Kumar AroraNon-Executive - Independent DirectorChairperson28-06-2021
200129854Ramakant NayakNon-Executive - Non Independent DirectorMember28-07-2016
302965131Ishtiaq AliNon-Executive - Independent DirectorMember12-08-2021
400004556Dinesh ModiNon-Executive - Non Independent DirectorChairperson28-07-201609-08-2021Textual Information(1)
508531880Barkharani Lalchand ChoudharyNon-Executive - Independent DirectorMember28-06-202112-08-2021

Sr Text Block

Textual Information(1)
Mr. Dinesh Modi was the Chairman of the Nomination and Remuneration Committee at the begining of the Quarter and the catergory of  his directorship was Independent Director. Pursuant to resolution passed by the members EGM held on 5th July, 2021, the category of Directorship of Mr. Dinesh Modi has been change from Independent Director to Non-Independent Non-Executive Director w.e.f 28th July, 2021. The Board of Director at its meeting held on 12th August, 2021 reconstituted the Nomination and Remuneration Committee by designating Mr. Satpal Kumar Arora, Independent Director, as the Chairman of the Nomination and Remuneration Committee. 
 
Since, Mr. Dinesh Modi was Non-Executive Non-Independent Director at the end of the Quarter, his category of director in Annexure I in composition of Board is mentioned as Non-Exceutive Non-Indepedent Director. Therefore after entering details of Mr. Dinesh Modi in Annexure I of Composition Committee, this excel macro is capturing his category of the Director as Non-Exceutive Non-Indepedent Director.
 
To conclude, the date of appointment is mentioned as 28/07/2016, Mr. Dinesh Modi was Independent Director and the the category of Directorship of Mr.Dinesh Modi  has been change from Independent Director to Non-Independent Non-Executive Director w.e.f 28th July, 2021.
 
Mr.Dinesh modi resigned w.e.f 9th August,2021.
 

 

 
 
 


Stakeholders Relationship Committee

Whether the Stakeholders Relationship Committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
100129854Ramakant NayakNon-Executive - Non Independent DirectorChairperson28-07-2016
200061420Satpal Kumar AroraNon-Executive - Independent DirectorMember12-08-2021
302965131Ishtiaq AliNon-Executive - Independent DirectorMember12-08-2021
400004556Dinesh ModiNon-Executive - Non Independent DirectorChairperson28-07-201609-08-2021


Risk Management Committee

Whether the Risk Management Committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
101430764Punit MakhariaExecutive DirectorChairperson07-06-2021
200129854Ramakant NayakNon-Executive - Non Independent DirectorMember07-06-2021
308531880Barkharani Lalchand ChoudharyNon-Executive - Independent DirectorMember12-08-2021
400004556Dinesh ModiNon-Executive - Non Independent DirectorMember07-06-202109-08-2021


Corporate Social Responsibility Committee

Whether the Corporate Social Responsibility Committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
101430764Punit MakhariaExecutive DirectorChairperson01-04-2016
201354843Gautam MakhariaExecutive DirectorMember01-04-2016
300061420Satpal Kumar AroraNon-Executive - Independent DirectorMember12-08-2021
400004556Dinesh ModiNon-Executive - Non Independent DirectorMember28-07-201609-08-2021


Other Committee

SrDIN NumberName of Committee membersName of other committeeCategory 1 of directorsCategory 2 of directorsRemarks

Annexure 1

Annexure 1

III. Meeting of Board of Directors

Disclosure of notes on meeting of board of directors explanatory
SrDate(s) of meeting (if any) in the previous quarterDate(s) of meeting (if any) in the current quarterMaximum gap between any two consecutive (in number of days)Notes for not providing DateWhether requirement of Quorum met (Yes/No)Number of Directors present* (other than Independent Director)No. of Independent Directors attending the meeting*
107-06-2021Yes34
228-06-202120Yes24
312-08-202144Yes33



Annexure 1

IV. Meeting of Committees

Disclosure of notes on meeting of committees explanatory
SrName of CommitteeDate(s) of meeting (Enter dates of Previous quarter and Current quarter in chronological order)Maximum gap between any two consecutive (in number of days)Name of other committeeReson for not providing dateWhether requirement of Quorum met (Yes/No)Number of Directors present* (other than Independent Director)No. of Independent Directors attending the meeting*
1Audit Committee07-06-2021Yes12
2Audit Committee12-08-202165Yes12
3Stakeholders Relationship Committee07-06-2021Yes12
4Stakeholders Relationship Committee12-08-2021Yes12
5Nomination and remuneration committee07-06-2021Yes12
6Nomination and remuneration committee28-06-2021Yes04



Annexure 1

IV. Meeting of Committees

SrName of CommitteeDate(s) of meeting (Enter dates of Previous quarter and Current quarter in chronological order)Maximum gap between any two consecutive (in number of days)Name of other committeeReson for not providing dateWhether requirement of Quorum met (Yes/No)Number of Directors present* (other than Independent Director)No. of Independent Directors attending the meeting*
7Nomination and remuneration committee12-08-2021Yes03



Annexure 1

V. Related Party Transactions

SrSubjectCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
1Whether prior approval of audit committee obtainedYes
2Whether shareholder approval obtained for material RPTNA
3Whether details of RPT entered into pursuant to omnibus approval have been reviewed by Audit CommitteeYes


Annexure 1

VI. Affirmations

SrSubjectCompliance status (Yes/No)
1The composition of Board of Directors is in terms of SEBI (Listing obligations and disclosure requirements) Regulations, 2015Yes
2The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015 a. Audit CommitteeYes
3The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. b. Nomination & remuneration committeeYes
4The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. c. Stakeholders relationship committeeYes
5The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. d. Risk management committee (applicable to the top 500 listed entities)Yes
6The committee members have been made aware of their powers, role and responsibilities as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015.Yes
7The meetings of the board of directors and the above committees have been conducted in the manner as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015.Yes
8This report and/or the report submitted in the previous quarter has been placed before Board of Directors.Yes

Annexure 1

SrSubjectCompliance status
1Name of signatoryNitesh Pangle
2DesignationCompany Secretary and Compliance Officer



Annexure III

III. Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
1Copy of the annual report including balance sheet, profit and loss account, directors report, corporate governance report, business responsibility report displayed on website46(2)Yes
2Presence of Chairperson of Audit Committee at the Annual General Meeting18(1)(d)Yes
3Presence of Chairperson of the nomination and remuneration committee at the annual general meeting19(3)Yes
4Presence of Chairperson of the Stakeholder Relationship committee at the annual general meeting20(3) Yes
5Whether “Corporate Governance Report” disclosed in Annual Report34(3) read with para C of Schedule VYes
Any other information to be provided




Annexure III

1Name of signatoryNitesh Pangle
2DesignationCompany Secretary and Compliance Officer




Additional Half yearly Disclosure

Applicability of disclosure Not Applicable
Reason for Non Applicability Textual Information(1)

Signatory Details

Name of signatoryNitesh Pangle
Designation of personCompany Secretary and Compliance Officer
PlaceMumbai
Date16-11-2021